Finfluencers beware: Canadian regulators put social media promoters on notice

Social media influencers with large followings and strong opinions on stocks have caught the attention of Canada's securities regulators.

On December 11, 2025, the Canadian Securities Administrators (CSA) and the Canadian Investment Regulatory Organization (CIRO) published a joint staff notice, Staff Notice 31-369 Guidance on the Application of Securities Legislation to Finfluencer Activity, directed at social media's financial influencers—or "finfluencers"—and the companies that pay them.

As social media creators are rapidly gaining popularity for discussing financial topics and raising awareness about investing, new risks to retail investors have emerged, including the potential for misleading information, inadequate disclosure, and promotion of higher-risk products. According to a 2024 Canadian Financial Capability Survey, nearly one out of ten Canadians said they got financial advice from social media, but this was more common among younger Canadians aged 18 to 34. Compared to other age groups, younger Canadians were twice as likely to turn to social media (18%). Similarly, a 2024 report published by the Ontario Securities Commission found that 35% of respondents reported making a financial decision based on advice from a finfluencer.

According to the CSA, Staff Notice 31-369 is intended to create awareness among finfluencers of their legal obligations and to assist market participants who engage finfluencers in understanding and meeting their regulatory responsibilities.

Who is a “finfluencer”?

A “finfluencer” is anyone creating online content on financial topics, such as money management, markets or investing, through social media platforms or online forums.

As Staff Notice 31-369 notes, if you're offering investment advice or promoting securities, you may already be triggering legal obligations, whether you realize it or not. And, yes, this applies even if you're using AI agents or computer-generated digital avatars to promote investments on your behalf. Regulators are clear: people are responsible for the content and actions taken by AI agents, though this may pose practical challenges from an enforcement perspective, as it raises questions about how liability will be attributed to the individual user.

Registration: The central issue

Under Canadian securities law, individuals who trade in securities or give investment advice for a business purpose must register with the Canadian securities regulators. "Business purpose" is defined broadly. If you are getting paid, facilitating trades, or repeatedly disseminating investment content, you may be subject to registration requirements. Registration is required with the securities regulator in each province and territory where the trading services or advice can be seen, heard, read, or accessed. 

Under the Securities Act (Ontario), “trading” is defined to include not only the selling of securities, but also activities that advertise, promote, solicit, or facilitate trades, such as linking followers to replicate trades through copy-trading platforms. “Advice” is defined to include the offering of opinions or the making of recommendations about a business or its securities. This includes the use of certain emojis or promotional language that could be perceived as investment recommendations. By contrast, purely factual information generally does not constitute advice.

Key warning signs regulators will look for:

• you act like a registrant (dealers, advisers);
• you connect buyers and sellers;
• you expect or receive compensation of any kind;
• you contact others to solicit trades or offer advice; and
• you do this repeatedly, regularly, or continuously.

The CSA notes no single factor is determinative, and disclaimers such as "not financial advice" or that “no trading is occurring” will not exempt a person from registration requirements. Since online content can be accessed globally, this may expose individuals to registration and compliance obligations in countless jurisdictions where their posts or promotions are viewed. Currently, there is no unified global system to simplify compliance.

There is one limited exemption. Advice that is general in nature and not tailored to the needs of an individual receiving the advice may be exempt from adviser registration. Importantly, when relying on this exemption, finfluencers must provide clear, timely, and tailored disclosure of any financial or other interests in securities they discuss and any compensation arrangement they have relating to the disclosure. There is no equivalent exemption for registration as a dealer.

The prohibition on misleading statements

Whether or not registration is required, finfluencer activity remains subject to prohibitions under securities laws. That means:

• ·no untrue or misleading statements;
• ·no conduct that could create misleading pricing or trading activity that harms the integrity of the markets; and
• content must be fair, balanced, and not omit material facts necessary to prevent statements from being misleading.

Even emoji choices or promotional language such as “not to be missed” and “golden opportunity” may attract regulatory scrutiny if they are perceived as investment recommendations.

Issuers and registrants: Shared responsibility

Staff Notice 31-369 also includes guidance for those planning to hire a finfluencer to promote their company or fund. When a registered firm engages finfluencers, particularly where payment is exchanged, the CSA notes this may fall within the scope of referral arrangements under National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations and CIRO rules, which trigger additional requirements. Beyond reputational risk, firms can be held responsible for a finfluencer’s activities while acting on its behalf, including responsibility for statements made by the finfluencer or for enabling unregistered activities. 

To manage these risks, registrants are expected to implement robust policies and controls governing engagements with finfluencers. Key measures include:

• conducting thorough due diligence before engaging finfluencers;
• formalizing written agreements that clearly define roles and responsibilities;
• providing guidance to ensure that the finfluencer’s content is fair, balanced, substantiated, and not misleading;
• ·ongoing monitoring to verify compliance; and
• disclosure of any material conflicts of interest.

Registrants who are order-execution-only (OEO) dealers face additional scrutiny: they must not provide recommendations through finfluencers, even indirectly. This guidance may prompt OEO firms to rethink how they interact with third-party content to avoid inadvertent association.

For issuers, engaging finfluencers to generate interest in their securities requires a similarly cautious approach. Promotional content disseminated by finfluencers should meet high standards of accuracy, and should comply with the guidelines in CSA Staff Notice 51-348 Staff Review of Social Media used by Reporting Issuers. Content shared on social media should be consistent with documents filed on SEDAR+, factual, balanced, and not selective or misleading. Issuers should take proactive steps to ensure finfluencers understand their obligations and that payment for the promotional relationship is prominently disclosed.

Disclosure of promotional arrangements

Beyond registration and the prohibition on misleading statements, Canadian securities legislation imposes a distinct obligation on anyone who receives compensation from an issuer to promote its securities. This obligation applies regardless of whether the person would otherwise be required to register as a dealer or adviser.

Under securities laws in various jurisdictions across Canada, persons engaged in "investor relations activities" on behalf of an issuer must ensure that any promotional material they disseminate clearly and conspicuously discloses that it is issued by or on behalf of that issuer. This disclosure obligation is designed to alert investors to the existence of a compensated relationship, even where the precise terms of that arrangement are not specified. Several securities regulators have proposed enhanced disclosure requirements that would mandate more detailed information about compensation, securities holdings, and other potential conflicts of interest.

For finfluencers, this creates an additional layer of compliance risk. A social media post praising a company's prospects may not trigger registration requirements if it falls short of "advising" activity, and it may not constitute a "misleading statement" if the content is factually accurate. However, if the finfluencer received any form of compensation from the issuer and fails to disclose that relationship prominently, they may still face enforcement action under these investor relations provisions.

Recent enforcement activity demonstrates that regulators are prepared to act on these provisions. In September 2025, the Alberta Securities Commission banned a finfluencer and his company from participating in the Alberta capital markets for two years and imposed a $30,000 administrative penalty and costs of approximately $10,000 for failing to disclose that social media posts promoting certain issuers were paid advertisements. Market participants should therefore ensure that any promotional content, whether posted via social media or otherwise, includes prominent disclosure of any issuer-related compensation.

Key takeaways for market participants

• Finfluencers: If you advise on or trade securities for a business purpose, you may need to register. Ignorance is not a defence.
• Issuers and registrants: You can be held responsible for statements made by finfluencers and for enabling unregistered activity.
• Risk management is non-negotiable: Due diligence, written agreements, clear disclosure, training, and ongoing monitoring to ensure content is fair, balanced, and compliant with securities laws are the baseline.
• Transparency matters: Any payments or promotional arrangements with finfluencers must be transparently disclosed.
• Penalties can be significant: Even where registration is not required, finfluencers receiving compensation from issuers must make clear and conspicuous disclosure of any promotional arrangement. Failure to do so may result in serious consequences.
• Get legal advice: Market participants should consult with legal counsel when planning or conducting finfluencer campaigns or entering into promotional arrangements.

For assistance navigating registration obligations or finfluencer engagement strategies, please contact a member of our Equity Capital Markets team.